STANFORD, Calif. -- California's 31-28 Big Game loss to No. 9 Stanford maybe wasn't a game that the Bears should have won, but it certainly was a game that they could have won. Above all else, it was a game of missed opportunities.

"It's hard," said senior linebacker Mychal Kendricks. "It hurts, but I'm proud of my guys, proud of the team. We fought 'till the end, and the turnout wasn't in our favor. It's hard. We've got to get back to work.

"A loss is a loss. If anything, it just makes it more bitter. It's so close, but no cigar."

Cal (6-5, 3-5 in Pac-12) fell behind 7-0 early in the first quarter, after a fumbled exchange from quarterback Zach Maynard to tailback Isi Sofele in Cardinal territory turned into a three-play, 63-yard scoring drive for Stanford and quarterback Andrew Luck. The Bears were held to two Giorgio Tavecchio field goals after drives into the Cardinal red zone, and, despite two fourth-quarter touchdowns and a gutsy two-point conversion, Cal failed to take home The Axe for the second year in a row.

"We played well, but not well enough to win," said Bears head coach Jeff Tedford. "We had some turnovers, a couple fumbles, things like that, that hurt us, but, we kept fighting. That last drive, we got back down there, put it in the end zone. But, you can't turn the football over against a team like that."

Cal wasted Maynard's best game in a Bears uniform, in which he went 20-for-30 for 280 yards and two touchdowns.

"It's kind of hard for the team, not just me," Maynard said. "We played a good game on both sides of the ball. We all know Stanford's a great team, but we can't make as many mistakes as we did tonight, with the turnovers. Other than that, though, we played a good ballgame, we left it all on the field."

Maynard hit seven different receivers in his first Big Game, with six different Cal players in at least two passes -- a stat which proved to be crucial given the fact that Maynard's younger brother -- sophomore wide receiver Keenan Allen -- was completely shut down for the final three quarters of the game after catching six balls for 97 yards in the first stanza.

"They covered him," Tedford said. "They didn't do anything like double cover or anything like that. They're good players, and one time we overthrew him and another time we had him and he got held up. I thought Zach did a good job of going where he needed to go with the ball, but they didn't do anything different."

On the first play of the game, Maynard completed a 42-yard play-action pass Allen to give the Bears first-and-10 at the Cardinal 29. On the very next play, though, Maynard and Sofele crossed signals.

"That was just a boneheaded play by me," Maynard said. "I was overlooking the run play. I didn't read it as well as I should, and I pitched the ball and Isi wasn't even looking at me. He was looking right at his read off the tackle, I guess, and I pitched the ball right to him and it slid out of his hands. It was wet and Keenan almost got on the ball, but it slipped right out of his hands. That's my fault. That's on me.

The fumble was recovered by junior inside linebacker Brent Etiz and returned all to the Cardinal 37.

"It ended up being the difference," Tedford said. "But, at that time, there was a lot of football to be played. It was unfortunate, but still a lot of football to be played. You can't turn the football over. That's the thing. When you have opportunities, you have to make great plays, and I thought it was a great play on the first play of the game. You're down there in a scoring opportunity, and you come away with a turnover. You can't do that. It was supposed to be a handoff."

After jumping out to an early lead, Stanford (10-1, 8-1 in Pac-12) saw the Cal offense rack up 141 yards of total offense against them in the first quarter alone, thanks largely to the brother-to-brother connection of Maynard and Allen, who hooked up on a 17-yard fade route to the right corner of the end zone with 5:53 left in the period that Allen hauled in while fully extended in mid-air.

"Our offense stepped up," Kendricks said. "They played very well today. A couple missed plays here and there, but that goes both ways for both teams. I'm proud of them. I'm proud of my whole team. We played our hearts out."

Despite those numbers, blown chances were the order of the day for the Bears. Before that touchdown to Allen, Maynard led Cal on a 13-play, 67-yard drive deep into Stanford territory. On third-and-11, Maynard fired a bullet on the left to Allen for 12 yards, then hit tailback Mike Manuel with a jump pass for a gain of nine. A big block by fullback John Tyndall sprung Sofele for 10 yards to get across midfield. Maynard hit Allen out of the pistol for a gain of four, and then perfectly led his little brother over the middle on a slant just out of the reach of safety Michael Thomas for 16 yards. A false start on the Bears offensive line was negated by a pass interference call, giving Cal new life with first-and-10 at the Stanford 15.

But, after Sofele rushed over left guard and squirted through the hole for five yards, the slippery Stanford Stadium grass tripped up both Maynard on a zone read up the middle and tailback C.J. Anderson, leading to a 25-yard field goal from Tavecchio to bring the Cardinal to within four points.

Allen's catches on that drive gave him the second-highest single-season receiving total in school history, but, that was the first of two first-half trips into the Stanford red zone that resulted in field goals instead of touchdowns, effectively taking eight additional points off the board for the Bears.

"You'd like to come away with touchdowns, no doubt about it," Tedford said. "They're pretty stingy down there. They have a very good defense. Early in the game like that, you'd like to score touchdowns, obviously, but you need to take points when you get them, because you never know how the game's going to continue to go. We just weren't able to put it in."

The Cardinal's next drive was stopped deep in their own territory. With the Stanford offensive line in max-protect and the Cal defense bringing the house, sophomore cornerback Steve Williams picked off a pass from Luck intended for Ty Montgomery, taking it back up the right sideline for an apparent pick-six.

Defensive end Trevor Guyton, though, was called for a block to the back, and as the PAT team sprinted on the field before the foul was announced, the Bears were dinged for sideline interference.

"It wasn't a pick-six, but we thought it was, and the field goal team was running on the field," Tedford said. "They were running on the field, I guess, too early, which, I thought was a questionable call, I think, 65 yards away from the play. It's not in anybody's way or anything like that. It's on the far sideline. I could see where it's on this sideline and we'd have gotten in the official's way. I thought that was pretty questionable, but guys are excited, they're running on the field to kick it, because we thought it was a touchdown. It is what it is."

Cal capitalized with the 17-yard touchdown pass to Allen to take a 13-7 lead.

"I think we all know that Keenan's a great player, and the plays that we went to there, I thought Zach made a great throw for a touchdown over in the corner," Tedford said. "Keenan's a great player, makes plays, so obviously you try to get him the ball as much as you can."

Momentum continued to swing the Bears' way, as Cal lined up in a 3-3-5 defensive formation and the Bears defensive line -- even without senior leader Guyton, who was sidelined briefly with a shin injury -- blasted open a hole for Kendricks, who came through the middle of the Cardinal offensive line and wrapped up the 6-foot-4, 237-pound Luck, driving him back and finally twisting him into the ground to force an end to a seven-play drive.

"He's heavy," Kendricks said. "He's a big guy. This is the biggest line we've faced. They're definitely strong. It's a real pro offense, but I feel like we handled it pretty well."

As the second quarter dawned, the Bears found themselves on the Stanford 48-yard line, and Maynard hit a leaping Marvin Jones on the left sideline. As Jones came down, he got his right foot just in-bounds for a 21-yard gain. At that point in the game, Maynard was 8-for-10 through the air for 126 yards.

After a run by Sofele was called back due to a holding penalty on right tackle Matt Summers-Gavin, Maynard took the shotgun snap on first-and-20 at the Cardinal 37, was flushed from the pocket and, as he rolled left, sprang into the air and threw across his body as he drifted out of bounds to hit C.J. Anderson for a gain of 19.

"I was just trying to create a play, and C.J. did a great job getting off his guy and getting back to the sideline," Maynard said. "I saw him at the last minute, and I just tried to put the ball right on him. Luckily, I didn't step out of bounds, and he got the ball and got us the first down. I like throwing on the run. I like getting in space.

"We all know he's a great receiver, so they double-team him, triple-team him, whatever they can do to get him out of the play. That opens up lanes for other receivers, and also the running back. The check-down was there, C.J. did a great job getting down the field and making a couple guys miss. They just played well."

With the rain pouring down, Maynard handed the ball off to Jones, with the senior wide out looking to pass. The slick field caused Jones to slip and fall for a loss of nine.

On the next play, though, Jones atoned, hauling in a dart over the middle at the seven-yard line. After two runs by Sofele brought the Bears to the Stanford two-yard line, Maynard tried to find Jones again while jumping to his left, and was nearly picked off by A.J. Tarpley, but the ball fell incomplete on third down. Tavecchio nailed the 19-yard field goal try to give the Bears a 10-7 lead after a 13-play, 81-yard drive, which chewed up 6:45.

Luck then led the Cardinal on a nine-play, 78-yard drive, capped off by a pair of big runs from Tyler Gaffney, who broke off a 19-yard run on first-and-10 at the Cal 25 and then rumbled up the middle for a six-yard touchdown run to give Stanford a 14-13 lead. On that drive, the Cardinal converted on both third down opportunities, and would finish the day 7-for-12 on third-down conversions.

"We knew it was going to be an all-out fight today," Kendricks said. "We were prepared for that. We knew what we were about to get into. Every time you play them, and their O-line, you've got two prospects that are possibly first-round draft picks. It's always going to be a fight when you've got two first-round draft picks on the line.

"Missed tackles, the flat, good play-calling, it's just small little adjustments that need to be made. That's all I can say about [the third-down numbers]."

Stanford posted 130 total yards of offense in the second stanza, fueled by a rejuvenated running game. After gaining just 27 yards on the ground in the first quarter, the Cardinal ran for 85 yards in the second.

"They started hitting some runs off tackle, and they're obviously a great football team and then, Andrew made a couple real big throws," Tedford said. "On third-and-long, we let a screen get out of there, converted on a couple big passes and put it right on the money and they made plays."

Luck marched Stanford down the field on a nine-play, 68-yard touchdown drive to start the second half, finishing it off with an easy fade route to Levine Toilolo over linebacker Dan Camporeale for a five-yard touchdown to extend the Cardinal lead to 21-13.

Stanford scored its third straight touchdown on a quick, six-play, 78-yard drive, highlighted by two wide-open passes to Toilolo for 41 yards and Ryan Hewitt for a 10-yard score.

"Play-actions to start the game off, they were in their giant formations and they would run play-action a lot, and they would get guys out to the flat," Kendricks said. "In the third quarter, they did that. It's just small, little adjustments. They didn't hurt us, necessarily. They didn't get a lot of yards, but they got first downs."

With the momentum firmly on the Cardinal's side, Maynard came out for the next series, rolled left and hit Jones for a 13-yard gain. Sofele took a pitch and slipped around the left edge for a nine-yard gain, but was unable to get enough traction to turn the corner for the first down.

After an incomplete pass to Allen on second-and-one, the slippery turf claimed its next victim, as Anderson hit the ground for no gain with a hole open on the interior.

"I think both teams, really. It rained constantly through the game, and that field can get slick," Tedford said. "On a key fourth down, a fourth-and-three, Marv fell down. He was open and he fell down in the flat, or we would have converted that. But, it's for both teams, so you can't use that as an excuse."

After dominating the time of possession early on to the tune of an 18:03 to 11:57 advantage, the Bears saw the Cardinal control the ball for 14:11 to Cal's 8:44, as what was likely the most important possession of the game for the Bears ended with an 11-yard sack on Maynard on a fourth-and-three after Jones slipped and fell down field, effectively eliminating one of Maynard's best targets.

"It wasn't much of a difference, really," Tedford said of the turning tide in the third quarter. "We came up short a couple times on some third downs. They got to us, sacked us, but I thought, overall, the offensive line played well and protected the passer most of the day, but, again, they're a great defense. You've just got to continue to make plays. When they start scoring, you have to match them, and we weren't able to do that early in the third quarter."

After the third quarter, Stanford -- which had been out-gained 141 yards to 63 in the first quarter -- held a 343-255 yard advantage and had scored three unanswered touchdowns.

"They just burned the clock on us," Maynard said. "Andrew made a couple nice balls down the field, out in the flats. I guess we didn't have guys in the flats coming. The tight end was really wide open, and he picked up some significant yards towards the sideline."

The fourth quarter, though, was all Cal. After a fumble on the first Bears drive, the Cal defense held strong on fourth-and-two at its own 31-yard line, with Camporeale stoning Stepfan Taylor.

A 12-yard Sofele run and a defensive holding penalty gave the Bears a first-and-10 at the Cardinal 46, where Maynard found Anderson on the right side. Anderson broke three tackles and rumbled 10 yards with a Stanford defender on his back before finally being brought down by three Cardinal players after a 39-yard gain.

On third-and-goal at the Stanford three-yard line, Maynard faked the handoff right to Anderson before rolling left and delivering a short toss to Spencer Hagan over the shoulder of a defender for a touchdown.

"It's starting to slow down for me a lot," Maynard said of the speed of the game. "I'm getting my grasp on the offense. "I'm reading the defenses well now. I watch a lot of tape and I'm very well prepared. The game has pretty much slowed down for me, today."

Keeping the pressure on, the Bears went for two, with Maynard finding Jones in the corner to make the score 28-21.

"We're definitely getting better as a team," Kendricks said. "As the season goes on, that's what you want. You don't want a team that's declining. You always want to be rising. I'm happy about that, and I think we can play with anybody in this country. We just played one of the best teams in the country, and we did fine. It didn't come out in our favor, but I wouldn't go back on what I said before. I believe we can play with anybody."

The Cardinal, though, took control of the clock, burning 7:45 on a 14-play, 57-yard drive ending in a 35-yard field goal by Jordan Williamson.

"It was kind of frustrating," Maynard said of the possession discrepancy. "They were running the ball a lot up the middle, and they had a lot of big guys on the field, getting great push off the ball. Our defense did a great job holding them on the couple times they did. It's kind of frustrating because they were just managing the game and killing the clocks for us. It's hard to bounce back. We had to run a hurry-up, the two-minute offense and get the ball in the end zone quick, and we did, but we just ran out of time."

Once again, though, Maynard willed the Cal offense down the field, going 5-of-8 as Cal marched 74 yards down field and scored on a one-yard touchdown run by Anderson with 14 seconds left.

Before that run, though, the Bears burned 13 seconds off the clock following a three-yard sack by outside linebacker Trent Murphy.

Those 13 seconds wouldn't amount to much, however, as the ensuing onside kick by Tavecchio was recovered by Stanford to lock up the Cardinal's second-straight win in the Big Game.

"We prepped really well, had a great week of practice and we were all poised," said Maynard, who guided an offense which finished with 361 yards of total offense and matched Stanford's 23 first downs. "We've got to control the game. We came out guns blazing. We left it all on the field.

"We have matured a lot this season, the past couple games. We've had some bad games. We've had some great games. It's been up-and-down for us, but now, we're starting to control the game and we're starting to maintain poise throughout the game. We prepare well. We know we have a great team."